Ice Cream and Insomnia
by WhisperInMyDreams
Summary: What happens when a rainy night results in a restless Cloud wandering the kitchen? Only a naughty turn events can be expected when these three roommates are all awake. A series of one-shots that all tie into the next. WARNING: Not intended for readers with no sense of adventure! All on the dirtier side of FanFiction.
1. Chapter 1: Ice Cream and Insomnia

**A/N:** Hello all my wonderful readers! Well it's that time again…yup more porn! *happy dance* I have shamelessly been writing nothing but smut for the past few weeks. Some of it for my own personal files, though I may tweak them a bit to make them reader appropriate. But, of course this involves my OC because it's more fun to picture myself in the middle of the situations and I can play them out like a dirty little movie in my very perverted mind! *drools a bit* At first I was going to toss this somewhere into my story 'Dream within my Heart' but I've found that some people just search pages for straight up smut; no gimmicks, no 5 chapters before stuff. Just right to the point…or the bedroom! Well, that's what I have created here.

WARNING: If you're reading this, chances are you've already read the top of the page and know what actions are about to pursue. Consider yourself warned.

Also, there is a yummy bit at the end with hints of a part 2 *wink wink*…so stay tuned!

 **Ice Cream and Insomnia**

 **Willow & Cloud**

Cloud wandered into the kitchen, not exactly sure what he was after. He managed to fight the urge to open the fridge and stare mindlessly into it, but he couldn't do the same concerning the freezer. It wasn't that it was full; just that Cloud couldn't figure out how Willow had somehow puzzled it all in there.

A slight smirk crossed his lips as he attributed it to Willow's eclectic taste in food and Zack's laziness when she worked late hours. It amazed him that for as much garbage Zack ate, he never showed an ounce of it. Probably had something to do with all the squats he was constantly stopping to do. Most likely it was another trait given to them from the Mako injections Cloud thought as he pushed aside a bag of frozen seasoned fries to see what was at the very back of the freezer.

"How long has this been in here?" Cloud asked aloud to the dark empty kitchen. He pulled out a carton of chocolate chip cookie dough ice cream. He couldn't remember if Willow had bought ice cream the last time they'd gone shopping, or if Zack had brought any home.

There was the other day after dinner, but it had been in a cone and it was…salted caramel ice cream.

The carton wasn't exactly full anyways. It felt like it had just enough to satisfy Clouds sweet tooth and take enough time hopefully for him to feel tired once more. He thought that he'd gotten over this damn insomnia, but on nights when it was cool and the rain pounded against the glass of the bedroom, which it currently was, he grew restless. It was just something he was slowly starting to realize he's be stuck with forever. Even in the comfort of being wrapped around Willow, he would awake and just lie in bed; listening to her slow breaths as he tried to fall back asleep.

With a sticky sound, he pulled the lid off. Amazingly, the ice cream wasn't freezer burnt in the slightest, despite there being only a small amount of frozen cream in a relatively decent sized box. Turning to grab a spoon from the drawer, Cloud hopped up onto the counter beside the sink and started eating the sweet treat. Normally he didn't perch on the counter, but he didn't want to risk getting things sticky or making more noise than necessary.

Besides, Willow and Zack were asleep and wouldn't possibly catch him sitting…

"What're you doing?"

Crap. Caught.

"Couldn't sleep" Cloud shrugged, setting the nearly empty carton beside him as Willow flipped on a light. "Did I wake you?"

"I rolled over and you weren't there" Willow yawned stretching her arms over her head and revealing that she was only wearing one of her t-shirts; giving Cloud quite a little show.

Cloud almost sighed. He hated when she had to wake up alone when he was actually home and not out on a mission.

"I'll come back to bed" he said as she took a few steps towards him.

"Hmm, I don't remember buying this kind" Willow said picking up the carton and looking at the picture.

"Must be one of Zack's" Cloud said with a chuckle.

Willow tossed the carton towards the sink as Cloud slid forward, landing soundlessly on the hardwood floor. "All gone now"

"Doesn't matter. We have other flavors." Cloud grinned as he leaned into Willow and let her wrap him in a tight hug. "C'mon. Back to bed"

"But you said you couldn't sleep" Willow said as Cloud stepped past her and pulled her behind him, turning the kitchen light off.

"Who said anything about sleep?" Cloud grinned, grabbing Willow with one arm and pulling her towards him for a hard kiss.

"Cloud!" Willow said in a shocked tone, but still didn't protest as she was led back to their bedroom.

Once in the bedroom, Cloud easily slid down his pajama pants and let them fall to the floor before he made his way to the bed. Willow just stood in the middle of the room, somewhat stunned.

"What?" Cloud asked innocently through the dark.

Willow pointed a finger behind her and asked "Aren't you going to at least shut the door first?"

She could see the wide grin on Cloud's face as he spoke to her "It's not like Zack hasn't heard us before"

"You're unbelievable" Willow smiled in the dark as she shook her head back and forth.

"C'mere and I'll prove it more so" Cloud said in a husky tone.

Willow grabbed the bottom of her t-shirt and pulled it up over her head tossing it to the floor. She figured foreplay was out of the question since Cloud was already naked. She moved through the dark towards the bed, stopping at the end and placing her palms down so she could crawl towards him. Even in the dark, they could still make out each other's silhouettes, given to their enhancements. She watched as Cloud smiled from where he sat near the headboard. He held one hand out for her, and the look in his eyes told her that he wasn't in the mood to mess around.

Of course Willow really wasn't in the mood either, she was still a little tired, but aroused none the less. She just wanted him. The second she felt her fingers grasp his hand, she was pulled forward before being pinned across the bed, and a pair of lips were furiously attacking her soon-to-be swollen ones. Her hands wound around Cloud's neck as she felt him release her lips and move his head to the side, biting a sucking firmly but not with any intent to hurt her.

She gasped when she felt both of hands grab her breasts firmly. Cloud was being slightly more aggressive than she was used to. Willow arched her back and let out a small sigh as his fingers moved circles and gently began to massage her nipples making the buds harden.

All of a sudden, she felt her face being turned as Cloud forced his tongue into her mouth. With that, Willow was hit with the sweet tastes of chocolate mingled with familiar taste that was Cloud. She was about to reply to the kiss, fighting for dominance, when she had to turn her head a pull her head away gasping for air in the shock that raked through her as Cloud moved one of his hands between her thighs and stroked down her womanhood.

Willow gasped shakily as she whimpered. "Cloud! Slow down…" She dug her nails into his scalp, which only seemed to drive him further.

Cloud suddenly bent and sank his teeth shallowly into the flesh of her neck, drawing blood if the stinging sensation of pain had any indication. But the moment his smooth, gentle tongue hit and flicked across the wound, it was fairly soothed.

"That's gonna leave a mark" Willow said through gritted teeth as she felt him start to kiss gently up her chin.

"Sorry" He whispered "Got carried away.

His lips met hers and she could vaguely taste the hints of copper that lingered in his mouth. She let go of his hair and ran a hand down his neck. Willow watched as Cloud pulled back from her lips and began to trail kisses towards her breasts. He kissed between her cleft, listening as she took in shallow breaths before he swirled his tongue around one of the sensitive buds before sucking it into his mouth.

Cloud heard Willow moan as she tossed her head around on the bed and arched her back. She ran her hands into his hair once more, loving the softness as she breathlessly tugged light on the back of his head. She was a bit befuddled, this trick usually worked on Cloud.

She looked up to see the smirk of him hovering over top over her as he pulled his mouth from her nipple with a wet _pop_. He slowly brought two of his fingers towards her and wiggled them just above her nose.

"Open up" he said with a low chuckle.

Willow raised an eyebrow "This is an awkward position for a blowjob Cloud"

She watched in confusion as he just shook his head and started to bring them closer to her mouth, running them over her bottom lip.

"Then what, suck on them?" she asked as her lips rested against his fingers.

"Mmm hmm" he nodded.

"But we have lube if you want to…"

Her words were cut off as he stuck two long digits into her mouth. Willow just rolled her eyes once as she began to suck them and let her tongue slip between them, coating his fingers slick in her saliva.

"Thank you. Now was that a hard order to follow" he whispered cheerily as he reached down to her nether regions and ran his two fingers along the insides of her outer lips. Willow gasped at the sudden, cool contact. Cloud nudged her legs farther apart and nuzzled her face with his lips.

"So,.. You're the one giving…ahh orders now, eh Strife?" she asked between sharp breaths as she felt his fingers stroke up and down and begin to lightly scissor her insides.

"I am when in this position" He grinned down at her as she whimpered and bucked her hips upwards. "Now relax. Let me take care of you"

Willow closed her eyes, obeyed his command and concentrated on relaxing her entire body, while he ran his fingers up and down.

She felt as his body slid ever so slightly, the faint light of the lamp beside them turning on behind her eyelids, but his fingers never left her nether region.

"So pink," Cloud murmured and she cracked open an eye to gaze up at him, adjusting to the light quickly.

"Don't you just wish you could have one of your very own?" Willow asked with a low, throaty laugh.

"I _have_ one of my very own," Cloud replied and traced her tight entrance with his pointer finger. She began contracting the muscles in her hips, thighs and buttocks, raising herself towards the stimulation. He pushed her back down with his free hand which was stationed on her hip.

Willow gasped and bent her neck, her head digging into the sheets of their bed. She lifted her hips and them pushed towards his fingers.

"Someone's hasty" Cloud stated, shaking his head in mock disbelief.

"Stop teasing me Cloud!" Willow grunted through gritted teeth "I want more!"

Cloud merely shook his head as his finger moved in a low circle around her lips, avoiding touching that oh-so-sensitive button that would send her over the edge. He chuckled light to himself as he watched her skin start to turn a dusky shade of pink against her soft tan.

Willow relaxed her legs again, but the light stimulation and lack of pressure piqued her body. She reached down and began to press her clit, but was surprised by a sharp slap to her wrist.

"Uh Uh…Mine!" Cloud said with a self-satisfied grin. Willow huffed and decided it would be better to grip the sheets of the bed.

He slowly moved his fingers around inside her. _Well this has taken a different turn_ she thought to herself. Her breathing hitched as she spoke. "Cloud, I need you…I need you, _now…"_ she groaned, grasping the sheets hard with her hands.

He _tsk'ed_ at her and shook his head once. "So pushy" he muttered as she squirmed beneath him. He just grinned.

Willow lifted her head and squinted at him "You started it!" she said in a slightly aggravated tone.

Cloud stroked a finger once down her nub and watched as she gasped and threw her head back onto the bed. "And I'll finish it" he said with a light chuckle. He leaned his body forward so that his nose was hovering directly over hers and with a grin said "When you ask the right way"

Willow opened her mouth in shock and felt his fingers still inside her. He was going to make her beg! In all the times they had been together, he had never made her beg him to pleasure her. She stared back at the smug grin on his face in silence as she felt his fingers slowly beginning to pull from her. Finally she broke.

"Please" she whispered to him, feeling as his fingers stopped.

"What was that?" He asked her, a large grin spreading over his features. "Can't quite hear you"

"Please Cloud" Willow said a little louder.

"Please what?" Cloud said as he fingers traced around her once more.

"More. Please, please, please. More, more, more" Willow chanted, rocking against his finger, trying to get him further into her core; he, however, maintained his stance, smiling at her all the while. His peaceful smile maddened her and she gritted her teeth at him again.

"I need more, _please Cloud!"_ she stated in a low, threatening tone, growling once as his finger again stroked her nub.

Cloud grinned and pulled his fingers away. Willow groaned and closed her eyes at the absence of stimulation. He got onto his hands and knees, leaned over her and kissed her passionately. Embarrassed though she was at her own shamelessness, she softly begged for more through her mouth into his, words meant only for his ears. She wriggled her hips as if to make a point, her body trying to find some source of stimulation. He broke their mouths apart and kissed her forehead, then moved down to her eyelids, to her temple, the tip of her nose, to her cheek, to her well-kissed lips once more, then down her neck towards her collarbone. Cloud sucked light on one of her earlobes, feeling her body arch beneath him as she whimpered and blew out a shuddering breath.

He placed a kiss light over the swollen spot where his teeth had bit into her tender flesh earlier. He moved and tongued her erect nipples and she shivered. He placed light, teasing kisses down her muscled stomach and she twisted with the sudden shocks of arousal shooting into her groin. She felt his hot breath for just a moment against her navel, then the barest touch of his tongue as he began to trail in a circle, and then his entire mouth sucked on the sensitive well. Willow bunched the sheets in her hands and breathed deeply, feeling her arousal reach a new level. She lifted her hips towards him, asking for more through her breathy moans.

Cloud kissed lightly down from her navel to her mound and, at last, laid himself down between her legs, raised his head and planted one small kiss on Willow's already electrified clit. It was enough to send sparks behind her eyelids.

Willow held her breath as every muscle in her body tensed as she reached her crest and rode it over into a delightful, aroused haze. It was good, but not quite strong enough of an orgasm.

When she managed to breathe again, she heard Cloud's famous _tsk_. "Too soon!" He murmured against her inner thigh. She quivered again with renewed nerves. "We'll just call that a forfeit and try again." He winked at her.

Willow gasped at him through half-lidded eyes. "Are we playing a game?" she asked in breathy whisper.

"Yup" Cloud nodded once "And I'm winning"

She opened her mouth shocked once more. "Dammit! That was your fault Cloud Strife, you've been teasing me for too long!" she half shouted at him.

"Guilty" he replied merrily before he dropped his head again and began to pepper her outer lips and inner thighs with kisses. He spread his fingers slightly, opening her womanly folds a little more. He kissed her entrance before experimentally poking the tip of his tongue down into it. Willow balled her fists at her side and squeezed her eyes shut at the sudden peak in her arousal.

 _Mighty Goddess!_ _When did he get so damn good at this?_ Her inner voice screamed.

Her moans came in breathy intervals mixed with soft whimpers once again. She smoothed a hand into Cloud's hair, wanting to encourage him, but he slid his tongue up from her entrance and back up to her clit. If it hadn't been for the sudden stimulation, she might not have pushed his face into her.

Willow felt the bridge of his nose rub against just the right _spot_. Her body twitched and jerked slightly as she let loose a throaty moan. Just as suddenly as the reflex came, Cloud pulled his face away. This time, she growled out loudly at the lack of stimulation. This teasing was driving her mad!

"Are you willing to lose again?" He propped his face upon his hands and elbows and gazed at her, the shining evidence of her arousal glinting on his nose.

She lifted her head slightly and met his eyes; her chest was rising in sharp gasps. "What'll it cost me?" Willow replied, tensing all her muscles in an effort to keep her arousal at its current level.

She didn't know how he managed to talk. When he had leaned over her she had distinctly felt his long, hard length pressing against her leg. She did not understand how he was still coherent; she almost wasn't. She was caving fast, but at what price?

He chuckled against her thigh, sighed deeply, and laid his mouth over her clit. He also poised two fingers just past the ring of muscle before her core, watching her face contort in pleasure as she laid down back on the bed. "I want to hear every cry, whimper and moan you can make, as loud as you can make" Cloud said before he began. "But keep in mind that Zack is just across the hall. And the door is wide open"

Willow cared less. Zack had been engaged in sexual acts with the two of them before, so waking her best friend up from hearing acts of pleasure at four in the morning was not a concern of hers at that moment. As long as it got her what she wanted, Willow would make any sound that crept into her throat.

At last, Cloud created a fantastic suction over her clit and thrust his two fingers inside her. His mouth was hard, but his fingers were lazy in their action. Willow thrust her hips up to encourage a better speed. She moaned loud with an open mouth when he obeyed, calling out his name in breathy whispers. When he alternated between licking and sucking her, pushing and pulling his fingers in and out of her, she thought she heard him whisper words:

"So beautiful…"

"Love you…"

Willow moaned and whimpered as she tried desperately to catch her breath, feeling a fire build behind her navel.

"I _love_ you" And he mashed his lips into her womanhood, furiously pumping his fingers into her core, pushing her to an amazing orgasm and over the edge.

Willow felt the warmth coiling from deep within her, the heat moving quickly. His words brought tears to her eyes and she gasped. Willow held his head into her as she came, holding her breath so hard that she saw stars flash behind her lids before everything was suddenly just white. Every muscle in her body twitched as she curled her toes, even her teeth seemed to vibrate from within.

Cloud made sure that he did not stop sucking, licking, whispering. He did not stop pumping his fingers until she felt absolutely boneless. Instead of abruptly stopping, he slowed his ministrations until he grounded to a halt, watching her chest rise and fall in sharp gasps.

Willow reached her arms up, they felt like jelly but she _had_ to hold onto Cloud. He grasped her hands as she pulled him up her body to touch her lips to his and felt him shift his hips. He kissed soft at the tears that streamed down her cheeks in wet lines and watched her blow out a shaky breath. She kissed him light on the mouth, pulling back with a smile.

"I love you, too" she whispered.

Willow ran her hands light down his back and felt as his whole body shuttered on top of her.

With a quick grin, she dug her nails light across his skin, leaving a small trail of raised abrasions in their wake. "Mmmmm" Cloud growled deep within his throat before lining himself up with her. Willow threw back her shoulders and wrapped both legs around his waist, hooking her heels behind his back in preparation.

"New game" Willow grinned at him as a fervor of a mischievous glint in her eyes caught the light.

"You two sure know how to wake a guy up"

Cloud and Willow looked over to the open door from where they were still tangled naked together, at the sight of Zack standing in the bedroom. A very noticeable bulge already forming in the front of his black sweatpants.

"Oh. Hi Zack" Willow smiled from under Cloud. "You wanna play a game?" she asked with a grin before turning to wink at Cloud.

"What…kind of game?" Zack asked a little hesitantly as he stepped further into the room.

In unison, Cloud and Willow both spoke to Zack in a clear voice stating one word that would twist the night into something unforgetable for them all.

"Strip!"

 **More to Come…**

*Let me know what you think of my work and if I should continue more in this path. Reviews are like crack to writers! They make us smile and dance around like idiots along with a small list of other ridiculous antics* Thanks So Much For Reading!


	2. Chapter 2: Bruises and Bite-Marks

**A/N:** So who's ready for round 2? I know I am. It's strange because this actually just started out as a little one-shot, but I was thinking of the fun things I could with it as I was writing the first part. I mean c'mon…who doesn't want to be sandwiched between a naked Cloud Strife and Zack Fair? It makes its own sauce! Okay, eww. I'll admit that was a little gross, but it's probably because it's like 6:30 in the morning and I haven't gone to bed yet. Instead, I've spent the night writing smut and thinking of dirty things to do with them. After all…I only have a limited amount of free time before my toddler wakes up, yikes. Work and school are going to drag today, but oh well. These situations and all of my lovely readers are well worth it. At least I remembered to feed my animals! Ha ha ha.

Also, on a side note…My 'Muses' are starting to get mad that I don't use them in all my intros any more.

Aleia: Yeah Willow, we give you some of the best ideas

Khaos: Especially me…*walks into the kitchen talking about how they should get drunk and shove popsicles into….*

Okay, ENOUGH! Look I already know what I want to do with this story and it doesn't involve shoving _frozen_ things anywhere!

Khaos: But you can use for a future story!

Great Goddess, these guys give me migraines!

WARNING: So I have to say, this one is bound to be a little more…messy then the last. Also, more people equal more places to shove toys and parts. Just so ya know. Consider this your warning and you have my permission to continue!

Another also…this is one of the first stories that I've gotten quite vulgar. It's just one of those type of moods.

 **Bruises and Bite-Marks**

 **Cloud, Willow & Zack**

Zack slowly pulled his sweatpants loose, watching as two sets of eyes drunk in the sight of him. Willow bit her bottom lip from she was laying under Cloud. He would occasionally place a kiss on her face, but his eyes stayed locked on Zack's movements.

"What _exactly_ kind of a game are you two playing?" Zack asked letting his pants and boxers drop to the floor around his ankles.

An evil expression crossed Willow's face as she got a sudden idea. She quickly pulled Cloud closer to her mouth and whispered something in his ear. Zack watched with slight concern as the two nodded and Cloud slowly began to lift himself from her body.

"Oh, just something we made up on the spot, kind of game" Cloud said with a smile watching as Willow sat up and began to scoot herself towards the headboard. Zack's eyes flicked between the two, watching as Willow patted the spot on the bed in front of her.

"Um..okay. I'm still confused as to why we're all naked though" Zack admitted as he began to crawl on the bed towards his best friend.

"So we don't stain our clothes, duh" Cloud said with a shrug and watched as Willow just shook her head back and forth.

"Well" Willow said as she placed her hands on Zack's shoulders indicating that she wanted him to sit with his back to her. "Turns out that apparently Cloud is insomniatic and when he eats chocolate chip cookie dough ice cream it makes him really horny" Willow smiled as she draped her arms over his shoulders and hugged him light around the neck.

"You didn't seem to have a problem with it" Cloud smiled smugly as he climbed onto the bed and crawled towards the two of them.

Willow shrugged her shoulders and pushed on Zack's lightly, intending for him to lie down in her lap.

"Wait! You ate the rest of my ice cream?" Zack ask holding a hand up towards Cloud.

Cloud merely nodded a few times, watching as Willow pressed Zack back down.

The older male gave them both a look of confusion as Willow ran her fingers light through his hair, pushing the dark black of his bangs back. "I'm still curious as to what is about to happen here" Zack asked as Cloud drew closer to him.

"Oh, I'm gonna suck your dick" Cloud said with a smirk

"WHAT!?" Zack shot up and felt Willow chuckle behind him, but she kept her hands rested on his shoulders.

"Well, it's something I've kind of been wanting to try…and who better to test it out on" Cloud stated as if it were something they talked about on a daily basis.

"Wait, wait, wait! Have you two already discussed this before?" Zack asked with shock as he glanced behind him to stare at his best friend and then look back at one of his closest comrades. Yeah sure, they'd done…things before. But never to that extent! And the way Cloud was talking all of a sudden. Zack had _never_ heard him like this.

Willow placed a light kiss on the back of Zack's neck. "It just kind of came up one day. We decided it'd be something new to try, you know instead of me always being in the middle type of stuff…not that I'm complaining!" she finished with.

Cloud reached a hand out a grabbed the base of Zack's member, tugging it lightly "Only if you don't mind"

"Wha…ahhh…I can't think with you doing that Cloud!" Zack gasped out.

"Maybe that's the point" Willow whispered in his ear and began to kiss around the shell.

Zack shook his head as a shudder raked his body. "So, you guys are serious? You really want to do this?"

Willow and Cloud looked at each other and nodded at the same time.

"I, uh...I still don't understand the _'game'_ part" Zack said breathlessly as Cloud toyed with his erection, feeling the member becoming harder in his hand.

"The game his" Willow stated as she pulled Zack back into her lap "That the both of you get to have a blow job…"

Zack raised his brow at her smiling face.

"But you have to be quiet as you can. Whoever makes the most noise…"

"Gets fucked by the other one!" Cloud blurted out

"Holy crap Cloud! I don't think I've ever heard you say that word!" Zack said wide eyed staring at Willow as she stroked her fingers light around his cheeks and grinned.

"Eh, I guess I've been spending too much time around Cid and Reno" Cloud said nonchalantly. "So, are you in?" he eagerly asked.

"And what's your part in this game?" Zack gasped out as Cloud's hand began to stoke him.

"Oh, me…I get to fuck you both. So win-win" Willow smiled.

"I can't believe this is actually happening right now" Zack sighed out

"Oh, this is most defiantly happening" Cloud and Willow said together.

Cloud idly played with the bared erection in front of him, delighting in the way Zack spasmed every couple of seconds.

To Zack, they seemed way too comfortable with the entire situation. "Have you two done this before? Like, this...threesome thing?" Zack asked, his voice strained. Something about having a golden haired angel hovering near his cock and a chocolate haired Goddess pillowing his head under her naked breasts pushed him that much closer to the edge. He glanced up at Willow, and then down at Cloud. They wore matching grins.

"Never" Cloud said with a smile.

"Only if you want us to though" Willow whispered and ran a hand through his hair.

Zack covered his face with his hands. "Oh my God," he mumbled. And then, in an even smaller voice, "Yes, please."

With that said, Cloud moved closer to Zack settling himself on the bed and motioning for Zack to open his legs a little wider. He tugged up lightly on the stiff member in his hand a couple of times as he watched Zack close his eyes and rest his head fully in Willow's lap.

Cloud placed himself over Zack and lowered his head, Zack sighed loudly. Cloud closed his mouth around his cock. All of the reservations to which Zack had previously insisted on clinging to flew right out the window and washed away in the rainstorm as Cloud began to work him in earnest. He felt as Cloud would hum low in his throat, taking more of him into his mouth. He flicked his tongue around Zack's shaft as he bobbed up and down. Zack groaned, his body arching under the strength of his desire. Zack reached his hands out, blindly grasping for something to hold onto as pleasure began to consume.

Seeing these actions, Willow grabbed both of his hands and placed them on the backs of her shoulders, wincing slightly as he dug the tips of his fingers into her skin. _More bruises_ she thought to herself, but way too consumed by the rapture of pleasurable groans and gasps that were escaping her best friend's lips.

"Ahh…so good…" Zack called out and Willow saw as Cloud glanced up at her, a smile forming around his lips.

"You sure you've never done this before Cloudykins?" Willow mocked questionably as her hands moved back through Zack's hair.

Cloud released Zack's cock from his mouth with a slurping _pop_ and grinned at his girlfriend. "Nope. Guess I'm just that amazing!"

"Oh, you would think that way!" She chuckled at him

"Less talking, more sucking!" Zack said through labored breathing pointing down at his abandoned member.

"Aye aye, Sir" Cloud said and mock saluted towards Willow before returning to the task in front of him, licking Zack's cock from base to tip before swallowing it into his mouth again.

Willow hummed and moved her hand slowly down to Zack's chest, rubbing the heated skin over his racing heart. As gorgeous as Zack was on an average day, in her opinion, he was absolutely stunning when under the duress of extreme pleasure. The way his tanned skin flushed a dusky rose was beautiful.

Becoming aroused once more at the actions before her, Willow gazed down at Zack and stoked his cheek watching as he slowly opened his eyes. The meaningful glance he shot her was as clear an invitation as she needed. Willow smiled soft and leaned over Zack's face. She stroked Zack's lips with her thumb until she was staring into deep indigo eyes, nearly consumed by dilated pupils, and then swiftly replaced her thumb with her swollen lips.

Zack moaned wantonly into the kiss. The sensations of Cloud sucking him while Willow tongue-fucked his mouth driving him insane. He pulled her shoulders closer towards him and moaned loudly into his best friend's mouth. Zack's hips thrust harder into Cloud's mouth as he simultaneously marveled at the younger man's minimal gag reflex.

Cloud looked up, slightly startled by the increased fervor in Zack's reaction. Zack's lips were parted in a series of broken, wordless moans, and Willow's face was mere inches above his, murmuring furiously. Cloud smiled around Zack's cock as he realized she was starting to play dirty. If there was one thing he absolutely adored about his rather innocent-appearing girlfriend, it was her flawless ability to dirty talk, especially when the stakes were in her favor.

Zack was quickly learning to appreciate Willow's new-found talent as well. As soon as the brunette had started talking, Zack knew he wouldn't last much longer.

"He's just waiting for you to come, Zack," Willow said, stoking a hand down Zack's cheek. "I can tell by the look on his face. He wants to taste your salty semen. Are you gonna come for him baby?"

Zack was so close. He felt as Cloud sucked harder and Willow leaned closer to his face, her hair tickling the top of his face.

"Come on baby. Be a good boy and come for us" Willow whispered.

Zack squeezed his eyes shut as his whole body shuddered. He dug his hands into Willow's shoulders and pulled her down, smashing their lips together to keep from screaming. He could hardly breathe when he let go of her lips and sucked in a few sharp inhales of warm air.

"Are you gonna come? Are you gonna fucking come?" Willow was right over his face, her hot breath grazing over his sweating lids as her hands moved in slow sensual motions around his chest.

" _Fuck…"_ Zack whispered loudly in a ragged gasp.

"Come for us baby" Willow cooed.

Zack was helpless to disobey. He was already so damn close. "Fuck," he groaned, fingers digging into Willow's shoulders as he pulled her onto his face, smashing her lips over his. "Cloud, Willow" He drawled out their names into her mouth "… fuck, I'm gonna…I…ahh!…"

Cloud dutifully kept his nose pressed against Zack groin as the raven haired God rode out his orgasm. He sucked in rhythm with each pulse, swallowing down each spurt of semen with professional efficiency. Even as Zack's jerking died down and his fingers tentatively pulled themselves from the backs of Willow's shoulders, Cloud held his position, only pulling back with a firm suck when Zack's body had gone completely limp.

Zack felt his breaths come in sharp gasps as Willow sat up. "Holy shit Cloud," Zack started to say with a laugh. "That was…"

He didn't finish his sentence. Instead found himself staring up in shock and awe as Cloud levered himself upward with a hand braced on Zack's chest, and met Willow halfway for a bruising kiss. Dark brown strands tickled his face, but Zack only brushed them away and continued watching the spectacle, vaguely aware that Willow's naked breasts were dangling mere inches from his face.

"Damn," he breathed.

"Willow. Now!" Cloud said, his voice a needy growl.

"So impatient," Willow said though he was already pushing Zack up. The taste of Zack's cum still dancing on her tongue.

Zack rolled to the side of the bed and watched as Cloud crawled towards Willow, leaning back but not completely laying down and spread his legs. He watched as Willow moved to her hands and knees and was leaning over in front of Cloud so that his throbbing member was staring her right in the face.

Tentatively, she took the head into her mouth, wrapping her tongue and working it against the flesh. Cloud's hips arched immediately, one hand reaching for her hair as he moaned. Well if this was the reaction he gave for just that…She inwardly smirked around his cock before she began to suck and pump her mouth up and down his length, making his eyelids flutter and eyes roll into the back of his head. His hips bucked a few times, but she easily regained control and Cloud did his best not to thrust again.

Gradually, Willow began to take more and more into her mouth until it hit the back of her throat. She stopped for a second, taking a breath in through her nose. That's when Zack noticed that Cloud's breathing had already picked up a lot. His quiet pants echoed around the bedroom. Willow increased her speed as she began to suck harder.

"Willow…" Cloud stammered, his voice quivering considerably. He let out a small cry when one of her hands reached up and began to massage his testicles in a slow, enticing manner. She could feel his heat beat racing through his bulging cock and had a feeling that his climax was pretty damn close. She smiled again as she heard Cloud start to whisper her name and babble uncontrollably.

She stopped and tried to glance over her shoulder, because all of a sudden there was something probing at her entrance. Willow pulled from Cloud and looked over her shoulder to see Zack grabbing her hips and holding them in place before quickly thrusting in. This made her moan as he immediately started a quick pace, a hard pace of thrusting, groaning loudly also as he moved her hips to create better friction. Willow felt a shudder cover her body from where she hunched over on her bed, while her best friend doggy-style fucked her from behind.

Her original task was brought back to mind as Cloud growled and grabbed her hair, giving it a sharp tug. She tried to focus on Cloud's cock rather than on Zack's as it was being shoved deep into her, testicles slapping against her as he continued. With a loud moan, she grabbed Cloud's shaft and shoved a majority of it into her mouth, muffled moans and cries colliding with him when Zack began to pound into her relentlessly, a loud moan of ecstasy ripping from his throat. The vibrations of her moans against Cloud made the blonde melt into a puddle of incoherence.

Cloud couldn't take it anymore; he was caving and he didn't care at that point! His hands flew to his hair and pulled as he shouted his next sentence.

"Oh, God! Fuck me!"

Zack stilled behind Willow and watched as she pulled her mouth from his member and held it in her hand.

"Fuck you?" Willow asked with a smirk. "Is this a forfeit?" she grinned.

"Yes" Cloud said as his hands moved down his face "I give up, just fuck me already!"

Willow sighed as she felt Zack slip out of her and move to sit back on the bed. "Now, who exactly gets to fuck you first?" he asked, his smirk matching that of Willow's.

"I don't care" Cloud panted and spoke softly through his fingers.

Willow let go of his still hard member and watched him lower to sit on his haunches.

"Well in that case…" Willow smiled gleefully at Zack and watched as he raised an eyebrow while she scooted back and hopped of the bed.

Cloud pulled his hands from his face and watched as Willow moved swiftly around her room, pulling open a drawer on her dresser and digging into the depths of it, pushing aside lingerie in the process.

"Why didn't we use any of those?" Zack asked as he pointed to the open drawer.

"Oh Zack, you can wear my panties any time you want sweetheart" Willow joked as she extracted what she had been looking for.

"Oh, ha ha" Zack rolled his eyes at her and watched as she closed the drawer and stared to move back towards the end of the bed.

"Assume the position" Willow commanded behind Cloud.

With a slight flutter of panic, Cloud glanced at Zack and watched him give Willow a 'thumbs-up' as a wolfish grin consumed his handsome features.

"What're you guys…?" he asked.

"Sssh. No talking unless you have my permission" Willow barked behind him and Cloud felt a firm _smack_ as something stung his backside. "Is that clear soldier?"

Cloud hissed out as he felt her hand caress the spot she had just hit. He tipped his head forward and squeezed his eyes shut.

"She asked you a question cadet" Zack said in a firm voice from where he still sat on the bed.

"Yes ma'am" Cloud whimpered out and pursed his lips together.

He kept his eyes squeezed tight, but his erection was still throbbing beneath him. Willow moved in slow footsteps behind him, almost as if she were pacing, stalking him even. He felt a small, thin object prod between his knees and he leaned onto his palms, using his arms to hold himself up.

"Spread 'em" Willow said as she tapped between his knees once more.

Cloud did as he was commanded, sliding his knees further apart and settling himself on the mattress. He felt a ball of nerves twist in his stomach as Willow walked away from him briefly before he heard a _click_ and the faint sound of buzzing coming from behind him…

 **More to Come…**

*Like what you're reading? Don't forget to leave me some crack, it makes me work faster ha ha ha!* Again, Thanks Bunches for Reading!


	3. Chapter 3: Lotions and Potions

**A/N:** Hey look…more smut! Okay, so the way that last one ended I know what you must be thinking "Awe, poor Cloud. That was mean" Well don't worry, there won't be too much more of that. I'm just experimenting with all different types of sexual situations to put this trio into. How long is it going to last? I'm not entirely sure. This could be the last chapter, or I could write where all they do is fuck for a week straight! That's just how my crazy mind runs lately!

What can I say…I'm a slut for these two!

So anywho, here's another sexy adventure in their exciting night.

WARNING: The two chapters before this one were straight up smut, so chances are…this one is most likely to lead to the same things. Consider this your warning!

 **Lotions, Potions & Things that go Bzzzz in the Night**

 **Cloud & Willow**

Cloud gulped loudly as he heard Willow pace around behind him.

"Are you ready for this Strife?" She asked him in a stern tone.

Cloud shook his head a couple of times, quickly forgetting his earlier given task. As his eyes shot up at the realization, he opened his mouth; but it was too late.

Another _smack_ to his backside and Cloud whimpered loudly, squeezing his eyes tight once more.

"You wanted me to fuck you. Is that correct soldier?" Willow asked as her hand rubbed in circles over the stinging in his right ass cheek.

"Yes ma'am" Cloud whispered out and shuddered violently.

He felt as Willow held the tip of the toy near his rear entrance and he hissed again as she prodded him with it ever so slightly.

"Very well Strife" she pulled back and Cloud breathed in relief. "Shall I continue?" She asked and ran the device from under him, placing it between both cheeks and running it up 'til it reached the base of his spine.

Cloud was having a horrid mix of feelings as he parted his lips, but he was still so hard and needed relief no matter what form it came in. He put his head back between his arms and in an almost inaudible voice responded once more.

"Yes ma'am"

He pursed his lips together and braced himself for the rough intrusion.

Cloud gasped in surprise when he felt a cool liquid splash on his back, followed immediately by one of Willow's hands. "Sssh" She cooed softly as she felt his whole body shake suddenly.

Willow's hand moved slowly, dragging her fingers through the liquid and trailing them to the base of Cloud's spine.

The shock of the liquid was nothing in comparison to what he felt when a finger suddenly found its way into his anus, flexing and stroking. Cloud tipped his arms forward and moaned in the back of his throat his he felt another digit slide in easily and bump against his g-spot.

"Feels good, doesn't it?" Willow asked, her voice gentler than it had been before.

"Mmmm" Cloud moaned loudly and pushed himself back onto her fingers "Yes ma'am"

He heard Willow chuckle soft behind him as she reached her other hand out and rubbed light around his backside and up to his lower back. She would occasionally drag her nails lightly across his flesh and listen to the soft whimpers that poured from his mouth.

She scissored her fingers a couple of times, listening as Cloud's whimpers became louder and he pushed harder into her fingers. It felt incredible and his erection throbbed in support of those feelings. Just as he was growing used to Willow's wet intrusion, he felt the fingers withdraw only to be replaced moments later with something altogether larger and harder.

The cold of something running between his cheeks made him shiver once as he felt Willow's hand caress him once more.

"Relax" She whispered loud enough for him to hear her over the buzzing behind him.

Nodding, Cloud rested his head on the bed, waiting for the pleasure that would come next. He felt the prod near his entrance before it slipped in fairly easily, and then there was a low buzz as the vibrator started on its lowest setting. Sure it felt good as it gently massaged his insides, but Cloud needed more.

He groaned into the sheets and pressed himself against the vibrator, begging for something more. Willow turned it up to the next setting and watched as Cloud gasped out in pleasure. She moved the device slowly inside him, letting him push into it as her hand held it firmly. She clicked the setting up to the highest. Cloud's cock was hard and eager for attention. Since his hands were holding him up, he couldn't touch himself; instead, he tried to straighten his legs and lower his torso so he could rub against the bed covers.

"Here, let me help you with that"

Willow's voice sounded distant. Just like Cloud's consciousness was floating somewhere above his body. He only vaguely heard his own answer; he was so lost in sensation.

"Yes. Yes, please Willow. Touch me. Please, _please_ touch me!"

So now he was the one begging, but he didn't care. He needed more stimulation then the sheets were giving him.

Willow grasped the vibrator firmly before moving around to cup Cloud's erection with her hand. By then, the vibrations in his ass were reflected by his whole body as he quivered and shook with arousal and sexual need. He rocked into Willow's palm, whimpering as his sensitized cock moved against smooth skin. Taking this as a hint, Willow's hand formed a fist around the needy erection, creating just the right sort of stimulation Cloud needed to push him over the edge and send him crashing towards an explosive orgasm.

"Ahh…Willow…I…!" Cloud felt his arms start to shake.

"That's it. Come for me baby"

With Willow's endearment, he let out a loud shuddering moan as he released his seed into her hand. As Willow milked the last of his orgasm with one hand, the other carefully extracted the vibrator, leaving Cloud with a sudden feeling of emptiness, as well as being drained and exhausted, but absolutely satisfied. He allowed Willow to roll him over onto his side and snuggled against his girlfriend when she stretched out beside him.

"Better?" She asked him a soft voice and watched him nod once. "I didn't hurt you, did I?" Willow asked while her fingers traced down his arm.

"No. I kind of liked it" Cloud smiled behind a yawn. "Thank you"

"You're welcome," Willow said, affectingly brushing the hair away from Cloud's damp forehead and placing a kiss there.

Cloud lifted his head looked around the room. "Where's Zack?" he asked, another yawn breaking his mouth apart.

"Probably in the kitchen" Willow grinned. "C'mon, let's get you to bed"

She moved towards the headboard and patted the pillows lightly waiting for Cloud to slowly lift himself and crawl towards her. She had grabbed a wet wipe from her bedside table and was wiping the drying semen from her fingers as Cloud plopped onto the pile of pillows on his side of the bed.

"Go to bed" Willow whispered and leaned forward pressing her lips light over his. Unable to resist the temptation of sleep, Cloud muttered goodnight to Willow and closed his eyes, slipping into sleep almost immediately.

Willow smiled endearingly at Cloud as she pulled one of the bedsheets over his naked form and ran a hand lightly through his hair, the soft sounds of his deep breathing already filling the room. She flicked the light of the lamp off and moved towards her door, grabbing the dark purple silk robe that was hanging on the back of the door and wrapping it around her still naked body.

As she stepped out into the hallway, she pulled the door closed behind her and walked out towards the light she could see dimly coming from the kitchen…

 **More to Come…**

*So here's some more. Hope you enjoyed. If so…how about showing me some love and leaving a review? If not, thanks for still reading it! Stay tuned for more yumminess…and a new room to do so in*


	4. Chapter 4: Gelato and Whipped Topping

**A/N: Sorry for the long delay, working on some new Fairy Tail stories for the future.** So, for some reason unbeknownst to myself…I am still adding more to this rather than work on some of my other stories that are in desperate need of finishing. My mind has been flooded with so, so many dirty ideas lately though and I have to get them out before they overtake some of my other ideas somehow!

Now, although I love, _love_ , _**LOVE**_ this trio…I've thought about somehow throwing a few more familiar faces somewhere in the future. Think it's a possibility? (Comments or PM's are always welcomed)

Well, ANYTHING is a possibly in the world of porn if you're a writer!

So for this next one, I'm thinking maybe getting a little messier and perhaps…chocolate covered!? *bizarre ideas of sundae toppings are invading my dirty mind*…maybe next time…I dunno. We have a Roxas/Axel fic. we're working on with the same idea and I don't want them to be too similar.

WARNING: More smexy things are about to happen…and probably a little bit of fluff.

Disclaimer: Do I really need to keep writing that sadly I don't own this sexy man?!

 **Gelato and Whipped Cream and Foreplay. Oh My!**

 **Zack & Willow**

Willow walked slowly through the living room and into the kitchen where she had to shake her head in mock disbelief at the sight before her.

"What is it with you and Cloud sitting on my countertops lately?" she asked with a chuckle as she crossed her arms over her chest and watched as Zack continued to eat from the carton of ice cream in his hand.

Zack shrugged once with the spoon still in his mouth. "Convenient?" The word was jumbled behind the utensil, but Willow still just smiled.

It was quite a spectacle to see Zack perched next to the sink in nothing but a pair of dark green boxers grinning at her like a little schoolboy that had just got caught getting into the cookie jar.

"Was this yours?" He asked before taking another scoop from the small personal carton of Gelato he was holding.

Willow nodded a few times, taking more steps towards Zack.

"It's good!" He grinned before putting the spoon back into his mouth.

"One of my favorites" Willow commented stopping in front of Zack and uncrossing her arms "And apparently gone now"

Zack tossed the spoon over his shoulder and the _clang_ as the metal hit rang out around the kitchen. "Sorry" he smiled while he scooted forward and slid onto the floor.

Willow just waved her hand dismissively a couple of times as she watched Zack fish the other carton from the other side of the sink and move over to place them both in the recycle bin.

"How's Cloud?" He asked turning back around and watching where Willow was leaning on the counter.

"Sleeping" She said with a smile as she picked up a can of whipped topping and shook it a few times. "I used one of the new toys on him" Willow grinned at Zack as he stood with his hand outstretched towards her, fully intent on putting the can back in the fridge.

"You know…" Willow said with a twisted smile "I wonder what we're supposed to do with all these toppings if you and Cloud just keep eating all the ice cream?" she asked as her hand picked up a bottle of chocolate syrup.

"I use 'em…sometimes" Zack shrugged "Besides, we can just buy more ice cream.

Willow started walking towards Zack with a smile that matched a Cheshire grin as she continued to shake the red can in her hand; the other gripped the plastic brown bottle. "Or…I have a better idea"

A wide grin filled Zack's handsome face as he pretended to start backing away from Willow. "What do you have in mind?" He asked playfully, knowing full well what it was that she had in mind, especially after the last events that had happened.

"Something sweet…" She stated with each step and watched as he moved closer to the bar area "Lots of fun…" Zack's back hit the wooden surface and he stopped, placing his hands behind him and stared at her "And most definitely quite messy"

Willow stopped in front of Zack, reaching up and putting both arms behind his neck and being careful to not hit him with either of the items in her hands before she saw him start to lean in towards her. His lips met hers in a sweet embrace and she opened right away for him. The sweet tastes of the Gelato he had just finished off dancing around his mouth and transferring to hers.

She felt his hands move around to slide under the short silk robe and grope her backside with a light firmness, pulling her hips closer to his. Willow closed her eyes as Zack mirrored her and their tongues battled gracefully, the softness of groans and sighs leaving both of their lips. She kept a firm hold on the items in her hands as she felt Zack pull her hips close and he rubbed against her, the evidence of his growing erection pressing into one of her inner thighs.

That was all the invitation she needed before she pulled her arms back, nodding once to Zack. "Take 'em off" she said breathlessly pulling her robe from her body at the same time and letting it fall to the floor. Zack quickly tugged his boxers down leaving the material where he was standing before he placed both of his palms behind him on the hard surface and hefted himself up easily.

Willow waited while he scooted back, making sure he was able to give her the needed space before he held a hand out towards her. She set the can down next to his thigh before spreading one of her legs up and placing it on a stool to give herself better leverage. She watched as Zack bit his lip hard, shaking his head once from the quick flash of her womanly core.

Her knee landed on the hard top with a soft _thud_ and she gasped at the coolness of the surface, surprised that it hadn't seemed to affect Zack at all.

"It's cold up here" Willow said as her other knee sat next to the first and she steadied herself before letting go of Zack's hand and reaching for the can once more.

"I guess I'm just too hot and bothered by you to notice" Zack said with a laugh bringing both of his legs to the counter and making sure he didn't push Willow off.

"You want me to fix that?" Willow asked slyly shaking the can once more and crouching so that Zack could stretch out.

"Yes ma'am" He grinned and propped himself up on his elbows watching as she moved to straddle him.

Willow carefully placed a foot on either side of Zack's hips before she lowered herself slowly, sitting on his stomach and pressing her knees into the cool surface once more. "Have we tried this spot before?" She asked curiously pulling the cap from the can and tossing it over her shoulder.

Zack watched with amusement as the cap bounced across the floor a few times and rolled behind a cabinet on the floor. "Aren't you gonna need that to put the rest back?" Zack asked, pointing to where the cap rolled as Willow repeated the process with the chocolate syrup.

"Who said anything about there being leftovers?" Willow smirked as she tipped her head back and placed the white tip of the can into the mouth filling it with the creamy confection before looking back at Zack.

"Great Heavens, I'm in trouble…" he said in a shocked toned as he gawked at Willow and watched her wipe a bit of the sweet from her bottom lip.

She moved her finger towards Zack and waited for him to suck the digit into his mouth. He sucked hard on it a few times before releasing it, his eyes never leaving hers. Willow could feel as his harden erection was pressing into her lower back and she giggled light before leaning towards him, her mouth still filled with the whipped treat.

Zack moaned into the kiss as she pressed her mouth passionately over his, the sweet cream filling his mouth as her tongue pushed between the two caverns. His hands snaked up to wrap around her hips and he pressed her naked form tighter to his. Willow smiled as she began to lift her face from his.

"A little eager?" she asked, the same smile never leaving her features as she rolled her hips teasingly against his a few times.

"I already told you I was hot and bothered…and you're only adding to the matters" He groaned through his lips as the grip around her hips tightened.

"Ahh…"Willow said before letting out a low hiss "You and Cloud are just out for leaving my body covered in marks tonight" she looked down at him with sly grin.

Zack reached one of his hands up and ran a finger light over the raised mark on the side of her throat. "I was wondering about this" He scrunched his eyes up slightly as the digit stroked over the mark a few times. "He's never bitten you that hard before…has he?"

Willow only shook her head and reached her free hand for the one by her neck "Got a little excited I guess" she placed the tips of his fingers close to her lips and kissed them one at a time before moving to place the hand back onto her hip. "Shall I continue?" she whispered and began to move the white tip of the can towards one of his nipples.

Zack didn't have to answer, just gasp as the air and cold confection swirled around one of his nipples. He watched with eager eyes as Willow leaned forward and placed her mouth over the pink bud. She heard him let out a soft grunt as her lips opened and she licked light over the sensitive area before nipping at it with her teeth. Zack dug his fingers into her hips and arched his back as she bit down a little harder and pulled at the flesh with her teeth.

"Ahhh…Willow, not so rough…" he gasped out.

"Sorry" She said with a grin "Does it hurt?"

"Not _that_ so much…" Zack said "As this does" and he bucked his hips to emphasize his point.

Willow felt his hard member smack into her back as she rose with his movement. "I see" she grinned, running the tip of the can around his other nipple and watching him squeeze his eyes shut. "Well, I can fix that." She wiggled her hips a few times and reveled in the fact that it made him groan and bite his bottom lip.

She loved the power that she had over Zack when they were in these…situations. He was powerless to her naked form, and she most defiantly took advantage of it. It wasn't her fault, entirely. Even when they were youths, she always felt pulled towards him.

Willow shook her head a few times and smiled down at him. "Tell me you want me Zack" She whispered with as much lust as she could lace through her voice.

"Willow…" His hand moved to stroke down one of her cheeks. "I'll always want you" he whispered back.

"Mmm" Willow leaned forward and placed her lips firmly over his relishing in the sweet tastes of caramel mixed with the whipped cream. She moved the plastic star tip of the can down his side and felt him shiver. She knew just what Zack liked and how touching him where at just the right time made him groan in a way that was too sexy to be legal.

Of course she was loving the amazing relationship she had with Cloud, especially now since the three of them could be as close as they were. But Zack would always hold a special piece of her heart that no man could ever take. He was her best friend and first love.

She felt a swell in her chest as she lifted her face from Zack's and stared into the gleam of his Mako eyes. Never had any other man looked at her with as much passion and love as he had. Cloud came pretty close, but not quite. Willow was glad to have someone so wonderful in her life, and she was going to be sure that Zack knew this.

His eyes opened to a half-lidded splendor and they traced her gaze. Upon seeing what was currently holding her attention he smirked and laughed a low, husky chuckle. "See something of interest?"

Willow decided that food play could wait for another night. Right now, all she wanted was Zack. With a loud _clunk_ , the metal can hit the floor as she let it slip from her fingers, followed by a thud from the chocolate syrup. She watched as Zack's head followed the noises around them before he looked up at her with confusion.

"What're you?..."

"I love you Zack" Willow said as she ran her hands down his chest.

Zack looked at Willow and saw the light that seemed to shine around her. She looked almost…angelic. "I love you too, Moonlight"

He used her cute nickname he had so lovingly given her and watched as she smiled at him. Willow's eyes locked with his. She felt so empowered at that moment. She lifted her hips slightly, using his chest for leverage as she began to move her body backwards. She was about to do something they had not tried in years.

Figuring it was leading to this in the first place, she had already made up her mind as she traced a hand down Zack's stomach and wrapped it lightly around the base of his erection. Willow slowly raised her hips, using her strong thigh muscles and feeling Zack's hands rubbing light over her hips as she lined herself up with him before sitting down once more.

His eyes never left hers.

Willow took in small breaths as she relaxed herself. Her eyes squeezed shut briefly before opening to see the gentle smile on his lips. She sat in awe, admiring the man beneath her and how she had come to have such a great life. His hips thrust up into hers slightly, causing her to hunch over a little at the sudden movement.

"Zoning?" He asked with a chuckle.

She gawked at him in shock. "Oh, are we starting that now?"

"Hey, you and Cloud started a game. I'm just a willing participant" He grinned that goofy grin that only Zack could make look sexy and Willow shook her head a few times with a laugh.

"Alright. You asked for it" She said with determination. Willow reassured herself and moved her legs closer to his body and then pushed herself up, using his chest as leverage. She checked his eyes to see if he was enjoying himself and saw that they hadn't lost their lustful gaze from before. She then lowered herself, seeing that she needed to spread her legs wider again to fully consume him.

She moved her body at a torturously slow pace, making sure to squeeze her inner muscles at just the right times. She watched as Zack's eyes snapped shut and his head tipped back, a low groan leaving his lips. Willow smiled to herself. _'Point for me'_ she thought as she readied herself to rise again.

Willow bit her bottom lip as she tried her best to suppress a moan as she lowered herself once more, feeling the pulse of his member against her walls as she squeezed around him.

"Ahh….damn Willow!" He lifted his head to stare at her in the dark. "You've gotten better at that since last time"

She chuckled a bit in her throat as her body settled on top of him once more "I'm stronger now" Willow dug her nails light across his chest and listened to him hiss as his eyes squeezed shut.

"Stop teasing" Zack panted out.

"Or what?" Willow asked lifting herself up once more. This time she slammed her core down, watching as his face contorted in both surprise and pleasure as he moaned around her name.

Zack opened his eyes and locked with hers. "Don't start something you can't finish" he said in a husky tone and felt her body tighten around him.

Willow knew that tone. He had used it several times before, and it usually meant that the next day would leave her body aching in certain ways. "You wouldn't…" she said in a dark voice.

Suddenly, his hands slid down her hips and wrapped behind her thighs, yanking her forward.

She gasped as she felt her sensitive nub drag over his pelvis and a moan ripped from her lips. He pushed her back and pulled forward again, gripping her hips tight in his fingers. She could feel his length stroking her inner walls like before. She could also feel her womanhood rubbing against him as she moved back and forth in long, undulating stokes.

Willow tipped her head back and whispered Zack's name as if it were a mantra. Her nails dug into his chest as he continued to push and pull her hips.

"That's my girl" Zack said between breaths. "Point for me"

Willow gasped and looked down at his smiling eyes with her mouth wide open. "Jerk" She whispered.

"Yeah, but you love me" He grinned and watched as she leaned her body over his, pressing her breasts to his chest as she connected their lips once more.

She let loose as series of moans and gasps into his mouth as she whispered his name. "Fine. I'll play" Willow swallowed and said as she sat up again.

Repositioning her hands closer to his shoulders, she pulled herself forward as far as she could, and then sat back; the action bringing a whimpered moan from his lips and a throaty chuckle from hers. "My point" she grinned at him.

She slid forward fluidly and then pushed back, rolling her hips slightly to get more friction. Zack seemed to like this as it brought out a husky groan from his lips. Eventually his eyes closed and his head laid back on the hard surface, his hands that held her hips loosened their grip, but still pulled and pushed her in time with the movements, keeping her steady. The pulsing that she had felt earlier within him was suddenly picking up. Willow moaned as she felt his member pressing against her contracting walls. The tip of her sensitive button was still dragging along in a teasing manner across his pelvis, making it harder to concentrate. It was begging for attention. One of her hands dragged down his torso and slipped under her body. She pressed that button, getting a surge of pleasure and feeling her walls contract suddenly.

Zack noticed it too as it caused him to grunt loudly. "Point" Willow whispered as she stared at him.

He only shook his head once before grabbing her wrist and moving it away. He replaced it with his thumb and began a quick pace of stroking the nub up and down, watching as Willow jerked forward and gasped loudly. "Point" he grinned.

His thumb swirled on her wet nub and she couldn't stop the babbling moans that escaped her mouth. She was trapped in his game and currently losing. Her hips picked up pace as she suddenly as she felt the heat in her body demanding for a faster ride. Her thighs were on fire, but she could push past the burn. Willow fell forward completely on her hands, leaving all movement to her hips as she rolled them back and forth, no longer needing too much leverage. The raven haired man beneath her bucked up into her core, meeting her thrust for thrust as his groans mixed with hers.

"Ahh! Z-Zack!" Willow gasped out. He was really pounding her from below. The sounds of skin slapping together as sweat dripped down her face and onto his chest, rolling off in the most erotic way.

His hand came up and fisted her long, brunette hair yanking her down and smashing their lips together; his hips never missed a beat. "I win" he whispered onto her lips. Her hands reached out to fill with ebony locks, her breath tickling his lips when she pulled away and moaned against them.

Willow's breath went ragged and she was whimpering in short whiny breaths. She could feel it with each wiggle of his thumb. Each part of her body was tensing up and preparing for her release. The last thing she remembered was her fingers raking against his scalp, as she tipped her head back and screamed.

"Zack!"

The sound of his name rang out in a loud shutter as she clung to the sensations pushing her over the edge and pulling everything from her being in that short instant. She looked back down at Zack and gasped loudly, her body shaking slightly from the intense pleasure as her muscles pulsed.

His finger kept moving and she shuddered helplessly against his torso, his own release following seconds later. Zack's hand gripped her thigh firmly and she knew it was going to leave a darker bruise. His hips banged against hers in a shameful display of rhythm before he went still. His breath left his body in a huge exhale, causing Willow to fall forwards slightly. Then he starting laughing in that voice that made her crawl into this position in the first place when they were still only cadets. Zack pushed her damp hair away from her face, tucking it behind her ears. His lips rubbed against hers affectionately, whispering sweet nothings.

"We are gonna feel that later" He chuckled as she laid her head onto his shoulder.

"Hmm. But it was fun" She smiled against the dampness of his neck.

"Always is" Zack whispered as he ran a hand through her hair.

Willow kissed the side of his neck a couple of times before planting one on his temple and pulling her body slowly from his. She already could feel how sore the muscles in her thighs were and the bruises on her hips were turning purple. She sighed and ran a hand through her hair as she spun her body to sit on the edge of the counter, leaving her feet hanging off the side. Zack slowly sat up, feeling the slick sweat of his body that was sticking to the smooth surface. He carefully moved his feet around Willow's body and matched her position, sitting next to her and wrapping his arms around her waist. She rested her head against his shoulder and yawned.

"Tired?" He asked and kissed her forehead.

"And sore" Willow responded as she stretched her legs forward. Her eyes caught hints of sunlight in the curtains and she gazed over at the clock on the stove. "Shit! It's already 5:30. No sense in going to bed now. I have to go to the club in a couple hours"

"You could still get in a power nap" Zack said from next to her.

"Nah" Willow shook her head and began to slide forward. She felt Zack's arms slip from around her as her toes touched the softness of the rug around the bar. She heard a soft _tink_ and looked down to the can of whipped topping on the floor, bending over with a giggle to retrieve the can. She held the can up at Zack and heard him chuckle as he slid off the countertop as well.

He moved around the side and picked up the bottle of chocolate syrup and handed it to Willow. "Next time perhaps"

"Is that a promise?" She asked as she turned and headed towards the fridge, not worried about the caps.

"Sure" Zack nodded. "And maybe we can include Cloud as well" He suggested as he pulled a tube of disinfecting wipes out from under the counter and began to wipe to surface of the bar.

Willow closed the fridge and smiled at Zack. "Sounds like fun. But first, I need a hot shower"

She walked past where Zack was standing and retrieved her silk robe from the floor along with Zack's boxers. Willow made sure she shook her butt as she stood back up and began to walk naked through the kitchen, turning her head and watching as Zack tossed the wipe into the trash bin.

"Care to join me?" She asked with a smile before quickly disappearing around the corner, never catching the mischievous grin on her best friends face.

 **To Be Continued…**

 **A/N:** Okay so peeps. This took a different turn than I originated, but I wasn't feeling the dessert toppings at the moment. Now I'm pretty sure we can all guess what kind of fun happens next. Also, I'm thinking of throwing in a little bit of just Zack and Cloud time cause I know how much people love these two together. Thanks again to all my readers and I promise to not be so tardy with the next chapter. Blessed Be!


	5. Chapter 5: Slippery When Wet

**Okay…So I'm really tardy with the next chapter. Like over a year late, but got sidetracked and busy. Ha Ha.**

 **A/N:** Hello lovelies! So it's no surprise where this chapter is headed…it's one of my favorite guilty pleasures, thus I have stated in several of my stories. I'm having too much fun writing these, but I've also been a bit distracted by some of my other characters and new OC's as well. That's why I haven't been posting these as soon as I'd like to be. I punched three out in one night, no problem! But I'm also trying to work on some other stuff, chase around a toddler and work a third shift job. This is for the die-hard fans that keep checking for more chapters. I am so, so, so, so very THANKFUL that I have fans! It makes writing anything so much better when you know that people are actually reading and liking what you're writing.

So again Thanks a Bunch!

WARNING: I still feel compelled to include one of these openings, even though you clearly know what this is about by now. SMUT within soapy, hot water about to ensue!

Disclaimer: I do not own any rights to the Final Fantasy character nor do I make any profit in the writing of this. Enjoy!

 **Slippery When Wet**

 **Zack & Willow**

The bathroom tiles felt cool on her bare feet as Willow made her way towards the glass shower in the corner. She had contemplated for a split second about running a bath, but then watched with a grin as Zack followed her into the bathroom. Sure, the tub was defiantly large enough, and had been used for…slippery situations in the past, but it also tended to make a bit more of a mess.

Whereas the shower on the other hand…

She pulled the door and left it open as her hand reached in and twisted the taps, filling the space with the relaxing sound of falling water. Willow let her fingers linger in the warm water waiting until it got to just the right temperature when she felt a pair of strong arms hug her from behind. She smiled softly and laid her head back letting it rest on Zack's chest. He began planting light kisses under her earlobe and around her throat and Willow closed her eyes fully enjoying the loving touches.

"I have to ask a quick question" he whispered around kisses.

"Hmm?" she made a noise in her throat, acknowledging him even though her eyes remained shut.

"Where is all of this leading to exactly?"

Willow lifted her head and pulled her hand from the shower before turning to face Zack. "What're you talking about?" she asked. "We're naked and the shower is running. I thought it was pretty obvious where this was leading" She shook her head in disbelief at her best friend "You know, you're pretty dense when it comes to sex sometimes Zack. I can see why you've been nicknamed 'puppy'"

Zack just shook his as he was pulled into the warm awaiting spray of water. "I mean after we take a shower?" he asked watching as Willow backed into the shower and ran her hands through her hair. "What're you're plans for the day?"

"Ah, I see" Willow quipped an eyebrow up and smiled at Zack. "Well I have to go to the club, but I'm pretty sure Cloud has the day off. Maybe you two can plan something for dinner and chill while I'm out and we'll pick up where we left off when I get home."

She smiled and wrapped her arms around Zack's neck.

"Actually, I was just planning on crawling back into bed and waiting 'til you got home. Maybe watch a movie" Zack said with a shrug.

"Oh, really?" Willow asked as she pressed her lips onto his.

Zack could only hum as he pulled her body tighter to his, loving the feel of her wet skin as it slid across his chest. He reached his hands around her and grabbed her backside, lifting her body up easily and turning to pin her to the wall. Willow squeaked and gasped as she hit the tiles of the cold wall with a thud.

"You're feisty tonight too!" she whispered around Zack's mouth and watched as he smiled at her.

"Technically, it's morning babe"

She was about to respond to his smart remark, when she suddenly felt one of his hands move quickly from her ass to right between her legs. All it took was one small stroke, and Willow felt her head fly back smacking into the tiled wall.

"Ahh, shit!" she swore and was shocked that Zack actually had a smirk on his face. Removing a hand from his neck, Willow slapped Zack on the chest once. "That hurt you jerk!"

Zack chuckled in his throat "What this?"

And his finger stroked again, making her spasm at the touch.

"You seem to actually like it" He said with a grin.

"Dammit Zackary Fair, I'm already sensitive! You better stop teasing me" Willow said in a growl, staring at the man in front of her.

She felt as the tip of his member slipped past her moist lips and stopped at her entrance. "You're not exactly in a position to make demands right now honey"

Zack watched as she readied herself for a comeback and instead slammed into her body, listening to her whimper with a loud shudder as she threw her head back once more, wrapping her other arm back around his neck.

"Nghh, Zack!" Her shrill cry filled the space of the steamy room and echoed in the falling water.

She wrapped her leg around his hip as the other moved down the wall to help her stand. Zack pressed his mouth over hers once more as she closed her eyes and let her hands run down his wet chest before settling on his hips. Willow sighed as Zack's lips moved to roam over her neck, nipping and kissing in all the right spots. His hands gripped a little tighter as his hips started a slow a steady pace, moving deeper within her body with each thrust. Soon the sound of skin slapping noisily against skin filled the room, resonating off the honey colored walls. Pants, sighs and whispers of tenderness are swirled with the sound of falling water.

"Mmm…don't stop…" Willow gasps out between breaths, placing her ear on Zack's chest to keep her head from hitting the wall again. Sex in a standing shower can actually be quite rough on the body!

Zack grunts before reaching down a grabbing her other leg once more, pulling it around his waist and pressing Willow's back tight to the wall.

Willow finds herself reaching for his shoulders, pushing her back into the wall for better leverage. The deeper penetration and new angle send a trail of wonderful feeling shockwaves through her body and she shudders as her mouth parts and a series of soft moans leave her lips. Zack's pace is anything but rough. It's tantalizing, languid and loving. She stares into his Mako infused eyes as watches as his lips whisper her name over and over again.

She moves her face closer to his, lifting her hands to run them through his wet tresses. In a smooth movement, Zack reaches up and intertwines their fingers and pins her hands above her head, placing his forehead against hers. The sheer amount of strength the man possesses is insane. His eyes lock with hers, never blinking. She can feel warm puffs of breath on her face, as a light spray of water runs over his lips, lust and love swimming in his eyes.

Willow bites down on her bottom lip, struggling to hold back the feeling that is pooling in the pit of her stomach for just a little while longer. It's like that of the raging storm outside. It brews, stirs and wages a war over her insides, invading her mind, her heart and her soul. Blurring her vision as she gasps for shaky breaths, taking in small amounts of warm water with each intake, she braces her body on his. The feeling of the tiles pressing into her back and scraping with each thrust distract her and she closes her eyes, trying to block out the discomfort to her body.

"Are you alright?" Zack asks with a breathy whisper. Willow merely nods her head a few times. "Look at me baby girl"

He nuzzles his nose against hers, and watches as her eyes open slowly to stare at him once more. His lips rub over hers, catching them in a soft and chaste kiss that has Willow humming onto his lips.

"Zack…" She whispers his name before he pushes into her with a bruising thrust. "Zack…" This time his name is louder as it pours from her lips. Soon his name is rolling uncontrollably from her mouth. As a reward, Zack slams into that special spot he knows can drive her over the edge.

Groans mixed with grunts and moans whip around their wet bodies as she finds the strength to lift her hips, moving her body against his and meeting him thrust for thrust. Her hands move to his face, brushing away dark stands of hair sticking to his forehead.

"Ahhh….Zack…" Willow says with a high pitched breath.

"Almost there" Zack says through pants.

He bucks his hips up in a much harder thrust and it all she can take. Willow screams as her chest falls forward, holding onto Zack for dear life as she squeezes her eyes shut and rides a wonderful wave of release over the edge. Her head lifts and her lips are crushed by his as he moans into her mouth, a shuddering groan of satisfaction mingling with the sound and rides out his own high.

His fingers slip from hers and run down her arms until they lock behind her wet hair, pulling her face closer to his own. His hips have yet to stop. Instead he just slows his thrusts, holding both of them in prolonged pleasure. Willow pants as she pulls her face from his. There is a look in his eyes that she recognizes and swears she could look at every day for the rest of her life. His hips still as they both pant softly and slowly regain their bearings.

"I love you" Zack says and rubs his nose against hers playfully.

"I love you too" Willow says and returns the gesture.

In a slow movement, Zack pulls his hips back as her other foot lands on the tiled floor and she shudders a sigh of relief. She pulls her arms to her sides and enjoys the spray of water on her back, which surprisingly is still rather warm.

"I can't believe that we managed to do that without a single injury" Zack says with a chuckle.

Willow scoffs at him and places a hand at the back of her head. "Ha, speak for yourself"

She feels both his hands pull hers away before swiftly coming back to her scalp and massaging softly. "Sorry 'bout that" Zack says and kisses the tip of her nose. "But at least I made up for it"

"Yeah, yeah. Now hand me the bottle of shampoo" Willow says pointing to built-in shelf behind Zack.

He turns his body and with one hand grabs the clear bottle with light purple gel within it with one hand, the other stays rested at Willow's scalp. "Here, let me" Zack says with a smile as he turns back towards her.

"You wash me, I'll wash you?" Willow asks, grinning and wrapping her arms around his waist.

Zack leans towards her, returning her smile as his presses his lips to hers once more and lets the water continue to cover them both in soothing warmth.

 **To Be Continued…**

A/A/N: Yay! Another one down! *air five* So usually I leave a little bit of a teaser at the bottom of these…but as of right now, I'm not entirely sure where the next chapter is going. I _can_ say that Willow is going to the club for a few hours, leaving a still sleeping Cloud alone with Zack. I mentioned that I'd probably throw in a little Zack-on-Cloud action, cause it equals pure joygasm! So, that may be what's next. I guess you'll just have to wait for the next chapter to find out (which I promise will be posted much faster than the break between this one). As always thank you so much for reading, and feel free to leave and review!


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